


A Very Fluffy Apocalypse

by tsukinofaerii



Category: Marvel Adventures: Avengers
Genre: Apocalypse, Cats, Crack, I Don't Even Know, M/M
Language: English
Status: Completed
Published: 2013-03-01
Updated: 2013-03-01
Packaged: 2017-12-04 00:36:27
Rating: Mature
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 16,478
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/704449
Author URL: https://archiveofourown.org/users/tsukinofaerii/pseuds/tsukinofaerii
Summary: <blockquote class="userstuff">
              <p>It started small, with one little incident that was only one of the first steps in what would be the total collapse of the human race, and only the Avengers able to stop it. It started... with a kitten.</p>
            </blockquote>





	A Very Fluffy Apocalypse

**Author's Note:**

> This was written for the Apocalypse Big Bang. Many, many, MANY thanks to my beta reader Waterofthemoon for combing through this, and to pyalgroundblz@LJ for [the mix that goes along with this](http://pyalgroundblz.livejournal.com/51882.html)! 
> 
> See notes at the end for extended warnings.

Tony's back slammed into the wall, rattling the framed artwork on its hooks. The danger to his art collection barely registered. Steve had lost his button-up somewhere and was down to a white undershirt, but Tony was still mostly dressed. There was a spot of numbness on his chest where the spot for the arc reactor had been carved out. It never ceased to feel odd, knowing Steve's presence should be there and just finding it _wasn't_ , hearing a _clink_ instead of feeling the hard edges of his dog tags. But even for the layers separating them, Steve was a warm presence against him, pressed together from chest to knee, teeth doing their best to leave a permanent mark on Tony's neck. They ground their hips together, Steve's pressed jeans scraping the thinner linen of Tony's slacks.

Twisting, Tony uses the wall to win enough leverage to switch positions, slamming Steve back with a satisfying _thump_ and locking their mouths into a scorching kiss. A second later, there came a crash and tinkle as something fell off the wall. Probably something expensive. 

They paused, breathing heavily against each other. 

The moment broke when Steve laughed. "C'mon," he murmured, kissing the spot he'd just had his teeth in. His fingers hooked in Tony's leather belt, tugging him close. "Bed."

"Or we could stay here." One of Tony's hand slithered down, finding the button of Steve's jeans. It popped open easily, and the zipper was even easier. Steve was hot and hard against his palm, the head of his cock peeking out of his tidy white briefs. He groaned as Tony's hand circled him, and really, Steve in general was just the best thing in the world, bar none. "This is good. _Walls_ are good. We haven't done anything against a wall in _weeks_."

"Because we _break things_." Steve sank into the wall more, though, thighs spread to let Tony settle between them. "Things like art." A slow flush started to creep up his neck, threatening to blend with the one on his cheeks. It was utterly, utterly lickable. 

Being a man of wisdom and vision, Tony wasted no time drawing the tip of his tongue up the thick column of Steve's neck. His tendons stood out like an invitation to nibble, and there was one spot just under his jaw that never failed. Tony took advantage of all the presented opportunities, until Steve's arms around his neck were more about staying upright than keeping him close. 

When he finally reached Steve's ear, he gave it a sharp nip. "I can buy more art," Tony murmured. His cock was already hard, uncomfortably arranged in his underwear, but fixing that would take too much attention away from the delicious Captain America Buffet spread out for his dining pleasure. He dragged his hand along Steve's erection, wringing muffled noises from his throat. The weight on his neck suddenly increased.

"If we go down, I can't promise I'm letting you get up," Steve threatened breathlessly. "Remember your knees last time? We're not even on carpet."

It was hard to take him seriously when his hips rocked into Tony's touch and his voice came close to breaking. "I don't mind bruised knees that much," Tony murmured. "And don't act like it wasn't fun."

One of Steve's hands slid down his back to grab his ass, grinding them in closer. " _Tony_." 

He was begging. _Steve_ was _begging_. If Tony had been of a villainous inclination, it would have been like Christmas, New Year's, Valentine's and his birthday all wrapped up in one delicious red, white and blue package. Even as a hero, it was still pretty awesome.

"Fine. Bed." Keeping a firm grip on Steve's cock, Tony wrapped one arm around his waist to keep him upright as they stumbled toward said furniture. Somewhere between Steve's ear and his cock, Tony's knees had decided to go all out of whack. It wasn't too bad; he had to cling to Steve as much as Steve did to him. There were definitely worse fates. "Wall next time?"

"Wall next time." Perfect white teeth nibbled across his lower lip, making Tony stagger a little. If it hadn't been for a conveniently placed chair that caught their weight, they might have gone down. As it was, Steve laughed, hiding his face in Tony's shoulder, and it was the most perfect thing ever. Tony could listen to Steve laugh for hours. Even if it _was_ at him.

Together, they made it to the bed, falling the last few feet to land in a jumbled heap of arms and legs. Steve's tags jingled as they slid off his chest to pool on the bed. With a little effort, Tony worked his hands into Steve's jeans, yanking them down. His underwear went with them, which wasn't bad at all. Two for the price of one. Both pieces of clothing got caught at the knees, trapped by the existence of Steve's shoes, but that wasn't Tony's problem. 

Squirming his way down, he welcomed Steve's near-nudity by swiping his tongue across the darkened head of Steve's cock. The response was instant: a barely-muffled shout as Steve's hand found its way to Tony's hair. Grinning, Tony did it again, swirling his tongue down to Steve's balls, which he kissed. The pressure on his scalp was a little sharp, just on the side of pain where Steve had forgotten his strength. Not that Tony was complaining; making Steve come undone was one of the new pieces of his life's work. 

"Sometimes I think you do this on purpose," Steve panted, hips rolling in the sharp little circles that meant he was having trouble not moving them. "Do you _want_ to kill me?"

"Do you have any idea what that would do to my hero cred?" Tony asked, rolling his eyes to watch Steve's face. Deliberately, he drew his tongue up along the thick vein on the underside of Steve's cock. "The man whose blowjob killed Captain America? I'd never find work in this town again. I'd have to become a villain just to make ends meet."

That laugh sounded again, deep and vibrating. Tony wrapped his lips around Steve's cock, taking him down until the head nearly bumped the back of his throat, covering what he couldn't with his mouth by using his hand. It was more difficult than he thought it would be—smiling while giving a blowjob was _hell_. 

Not that Steve seemed to mind. His hand flexed in Tony's hair, nails scraping lightly. It was the closest he ever got to actually _manhandling_ Tony, and that was going to be one of the things they talked about in the future. Tony didn't mind a bit of manhandling, under the right circumstances. But Steve tried to be careful; Tony counted himself lucky that he got what he did so easily. 

He took his time exploring Steve's cock. It was an old friend at this point, but Tony could say honestly that the buzz of _new_ had never quite worn off. Steve's expressions, his taste, the little sounds he made—they never failed to go straight to Tony's head.

Something went _pop_ behind them, followed by a soft creak of metal. Tony lifted his head, but Steve whimpered— _whimpered_ , really—and Tony's attention refocused back to the task at hand. Steve's balls were already starting to draw up, and that was just too soon. He pulled them back down gently, resting a cheek against Steve's thigh for a moment.

"You _do_ do this on purpose," Steve groaned, but his fingers moved from holding to petting. 

In answer, Tony scratched his early stubble against Steve's inner thigh. "Maybe I want this to last, since _someone_ insisted on the bed. Off with the shoes. Come on." 

Under him, Steve's knees moved and wiggled. One shoe dropped with a heavy _thunk_ , followed a second later by the next. Purely in the interests of being helpful, Tony finished peeling Steve's jeans down, leaving him in his socks and a plain white shirt, spread out over Tony's red duvet like a late Christmas.

Reaching down, Steve grabbed the tail of Tony's tie and hauled him up. "Your turn," he murmured, yanking at Tony's shirt until it slid free of his pants. One warm, huge palm skimmed up Tony's back, fingers detouring here and there to ghost over scars and old injuries. "I'm not going to be the only one naked here." 

"But you do it so well," Tony grinned, but he obediently started unbuckling his belt. It dropped to the floor, accompanied by the jingle of the buckle. His shoes followed. "Don't tell me you've never wanted to pretend to be a naughty intern."

"I'd rather be a naughty superhero," Steve said, voice a low purr. His hands slipped down, helping Tony push his trousers down his hips. "Since I know you don't sleep with the interns." 

"That's not fair," Tony protested, wiggling until he could kick his pants to the ground. The air conditioning was a little cool on his bare thighs, but Steve was like a furnace against his front. He bowed his head, kissing the center of Steve's chest where his ever-present dog tags had left a faintly paler spot on his skin. "I don't sleep with anyone but _you_."

Steve's grin could only be described in shades of _smug bastard_. Stretching up, he pressed a soft, quick kiss to Tony's mouth. "Lucky me, then."

Air whooshed out of Tony's lungs. He wanted to protest that Steve just wasn't playing fair, but really, there wasn't much _more_ fair than that. Just as he was about to lean down, a sudden landed on his back, claws poking through his shirt to sink into skin. 

"Ow!" Jerking back, Tony reached around to try and grab whatever it was. It scampered up his back to his shoulder. Something dropped around his neck. The claws vanished and weight came down heavily, putting pressure against his throat. He tried to take a breath, only to have it mostly blocked. Instinctively, Tony grabbed the cord that had been wrapped around his neck and pulled, fingers bumping against Steve's. Unlike every other time he'd been garroted, it actually moved, letting him get in a full breath with ease. The weight it was attached to bumped against his back, growling in a surprisingly high-pitched voice. 

"What in the world..." Tony kept pulling until the weight was between his shoulder blades. Stretching his arm back, he grabbed his attacker and lifted.

"Mrw?" Hulk's tortoise shell kitten—creatively named Kitten—dangled by the scruff of its neck, big blue eyes adorably innocent. If it weren't still attached to the shoestring garrote, Tony might even have bought it. 

"Steve," Tony asked slowly, "did I just get attacked by a _kitten_?" He adjusted his hold on the little villain, so it wasn't dangling quite so much. It might have been an attempted murderer, but it _was_ still a baby. 

A baby that had thought ahead. Its jingle bell collar had been muffled with what looked like the remains of a catnip mouse. There was still some stuffing attached to the green cloth. A sad little bead-eye had been used as a button. 

"Must be a Thursday." Steve poked the kitten with his finger, scratching along its chin and ears. "Hey, little guy. Let me see here, do you have a remote control or..." 

In a flash, sharp white teeth sank into Steve's fingers. Steve yelled in surprised pain, pulling his finger away. The kitten wasted no time sinking its tiny claws into Tony's wrist, using it to bite his thumb. Tony's hand sprang open, and Kitten leaped for his throat. 

Flailing, he yanked back, trying to dodge the incoming furball. Unfortunately, the first attack had already moved him close to the edge of the bed; when he pulled away, there was nowhere to go but down. His back and head slammed loudly into the floor while Kitten tried to find his jugular through his blocking hand. Before any actual damage could be done, Tony snatched Kitten up again. The yowling, hissing ball of villainous evil tried to get free by again attacking his wrist. He flipped up a fold of the sheet and wrapped it around the little monster, forming a loose bag. His wrist bled from a half-dozen tiny vampire bites and scratches, ruining the expensive white linen. 

Heavy footsteps sounded in the hall. A second later the door flew open, rattling the wall and knocking yet _another_ piece of art to the ground. Power Man and Spider-Man all slid in, fully costumed, back-to-back, arms up and webs ready.

"We heard a shout!" Spider-Man said, looking around. His wrists flexed nervously. "Where are they? Is it over? Did they..."

He blinked. 

"Oh." 

"You guys need to not be so _rowdy_ ," Power Man sighed, straightening up and cracking his knuckles. "Third time this month I thought there was an attack. Come rushing in here, and it's just..." He flicked his hand around the room, indicating the general mess of clothes. "Same old thing."

Steve untangled himself from the mess the "battle" had made of the bed clothes, blushingly covering himself with a spare piece of sheet. "There was an attack," he said, indicating Tony's now quiet bagged cat. "We need to call a meeting." 

Spider-Man frowned at the makeshift bag. "Is that...?"

"It's a long story," Tony sighed.

* * *

Tony stared down at his cocoa and its slowly melting marshmallows, frowning. Under normal circumstances, cocoa would have been extremely welcome, especially if it had marshmallows. But normal circumstances didn't involve being blocked from Steve's cock by a murderous kitten. He felt his annoyance was fully justified.

He hadn't even gotten a quick handjob as a consolation prize. They'd barely taken time to scramble back into their clothes, and even that had been a bit awkward with the rest of the team waiting out in the hall. Luke had thoughtfully covered his ears, but it wasn't the same.

The Avengers had collected around the kitchen table in the mansion, each clutching a cup of cocoa, with a single notable exception. Kitten had been put in a hard-sided carrier and locked in the bathroom, well away from any chance that it—or whoever was controlling it—might overhear what they had to say. Since it was Hulk's kitten that had done the deed, Bruce had been informed and then hooked up to a virtual reality simulator in the break room to try and keep him calm. It was Hulk who liked the kitten, but Steve had decided—and Tony agreed—that it wasn't worth taking the risk over. Once they'd decided on an action, Tony would tap the VR to explain things to him. 

If everything went well, _then_ Bruce would get his cocoa.

Peter sat on his feet in the kitchen chair, mask off so he could bob for marshmallows. "So, killer attack kitten," he mumbled, licking his lips clean of chocolate-y foam. "Can't be that hard to figure out. Find the radio transmitter, triangulate the source, and we're done. Just like the thing with the armadillos. Except cuter."

"Kitten didn't have a radio transmitter," Tony said with a grimace. The evaluation that had turned up that result had earned him some new battle scars. Steve had kissed them, and Giant Girl had produced bandaids from somewhere in her costume—Tony hadn't asked where and she didn't tell—but they still _hurt_. For all that they were fluffy, kittens were surprisingly good at causing pain. "And he's not a robot, either. I checked that, too." 

"It's a he?" Ororo raised her eyebrows curiously. Rather than sit at the table, she'd chosen to lean on a wall nearby, cocoa held close to her chest. "I thought we weren't certain." Like Tony and Steve, she'd been taking advantage of the relatively villain-free week to go on a date. Unlike them, however, hers had already progressed past taking clothing off into putting it back on by the time the call came. Her blouse was a little rumpled, hair just a little messy, and she hadn't bothered putting on socks. Bare ankles peeked out under her jeans, a visible sign of what she'd been doing.

Tony tried not to feel too jealous. 

"Gettin' off track here." Luke leaned forward, elbows carefully off the table, his mug of cocoa looking tiny in his large hands. "So we're dealing with a cat that just randomly decided to stick it to you?" 

"Are you sure our life isn't a cartoon?" Jan kicked her feet under the table. Technically she was Giant Girl, since she was one of the ones still in costume, but since her identity was public, it barely made a difference. "Is there a canary with a big head running around somewhere? Cap counts as Granny." 

"Sylvester was a tuxedo, not a tortie," Peter corrected primly, sipping his cocoa, pinkie lifted.

Luke's eyebrows drew together, alarm writing itself across his face. "That makes Tony Tweety, if Kitten is Sylvester. Did you just say that Granny and Tweety are—"

"Rule 34," Peter and Jan chorused. 

Steve's forehead touched the kitchen table, not even hard enough to make a noise. "I never should have let you two teach me anything," he groaned. "Can we _please_ get back to the topic of someone trying to kill us again?" His voice was more than a little plaintive. Tony's dick twitched in an almost Pavlovian response. 

"I'm with Steve," he said, leaning forward a little. "We can't just sit here and wait for something else to happen. We need to be proactive."

"I don't know what you want us to _do_ , though," Peter argued. "It's a kitten. Not just a kitten, a kitten _named_ Kitten. Basically the most harmless thing ever. None of us are telepaths or animal whisperers. We're sort of stuck." 

"Maybe Kitten didn't act alone?" Everyone turned to look at Storm, who had an expression of quiet contemplation. She stirred her cocoa with a finger, a little bit of lightning sparking on her skin. The scent of caramelizing sugar filled the air. "It cannot hurt to check news sources and other heroes. Perhaps the Fantastic Four are having similar difficulties, or the X-Men. We'll lose nothing but time, and that is something we seem to have in plenty." 

Blond eyebrows appeared over the top of Steve's forearms as he dared peek out from his hiding spot. "That does seem reasonable," he conceded. "We can call the shelters, ask if their cats have been agitated."

"Online forums," Tony added. "No one blogs like a cat person with a weird problem. If it's happening in homes, someone will have posted about it by now." 

"Or we could just turn on the news." Luke jerked his thumb at the large, usually blank wall that doubled as a television. He dangled the remote control from his other hand. "You know. Like normal people." 

"Are you saying we're normal?" Peter asked, voice rising in outrage while Luke flicked on the TV. "Because I for one take deep offense to that. I am not normal. I shoot white sticky fluid from my _wrists_. That's so far from normal it's ridiculous. I could be an X-Man." 

"Sure you could, Peter." The illusion of a normal dining room wall went fuzzy as the television switched on to a show with a cartoon dog of some sort. MUTE blinked in the bottom right corner, colored a dull sort of green. Luke rolled his eyes and flipped through the channels to the news stations. "If something's up, it might be a while before we find out. You know how slow—" He stopped flipping channels. They all stared. 

On the screen, a news anchor was surrounded by cats, barely keeping them at bay with her four inch stiletto heels. The camera twisted at an angle. It jiggled now and then as a little furry body shot past, yowling a war cry. 

CATS TAKE MANHATTAN scrolled across the bottom of the program, with the smaller caption 'World Dairy Supply in Jeopardy'. In the upper left corner, a male anchor was shouting at the camera. 

Steve was already on his feet, leaving his cocoa to congeal on the table. "Tony, you get on figuring out what's happened. Everyone else, with me." 

"I don't know anything about cats!" Tony shouted at their retreating backs. 

"Call Tigra!"

And then he was alone.

Tony clutched his quickly cooling cocoa to his chest and stared at the television. _Call Tigra_? That was this answer?

_Ha._

* * *

Tigra crouched down in front of Kitten's carrier, lips pursed thoughtfully. The bright florescent lights of Tony's workshop were kind to fur in a way that they weren't to skin. They danced over the different textures, gave depth of color where it just washed everyone else out. It made her look a little unreal as she did whatever it was that communicating with cats required. 

"And you say he just attacked you?" Tigra asked doubtfully, tail twitching. "Maybe he was just playing?"

Kitten mewled pitifully, reaching through the bars to bat at a curl of Tigra's auburn hair. The bell on his collar was still muffled; Tony hadn't wanted to get his fingers close enough to unmuffle it, and taking the collar off was right out. 

"He tried to kill me with a shoestring," Tony repeated firmly. Since he was in the lab, he'd changed out of his date clothes and into something more practical. Since he was dealing with a homicidal cat, 'something more practical' was his welding gear. He'd also taken the precaution of moving out all of the more sensitive equipment that he could, _and_ of clearing a space in the middle of the shop, so accidents would happen away from the immobile, expensive, _highly delicate_ equipment. "Look, if there weren't a million cats out there trying to kill everyone in sight, you might have a point. But this isn't an isolated incident." 

Her mouth swished from side to side. Grabbing the dangling bit of hair, she made it dance. Kitten went ecstatic. "He doesn't _feel_ like a killer though."

"I know he's cute—"

" _No_ , not that." The lock of hair swirled, getting batted at enthusiastically by a tiny paw with little white toes. Annoyed as he was, Tony's heart still melted a little. "There's a thing— it's body language, mostly, but when a cat has gone mean, you can tell. Kitten doesn't have that."

"And yet he tried to kill me. _With a shoestring_." There really was no way Tony could emphasize that enough. In his superhero career, there had been plenty of people who had tried to kill him. A kitten with a shoestring was a new low. "Garroting doesn't come naturally to cats. That's all I'm saying."

Tigra shook her head, making her curls dance for the bundle of vindictive fluff. She made an odd mewling sound that was almost immediately echoed by Kitten, a trill that felt like it rattled Tony's earbones. "Then it wasn't his idea, maybe."

"So you can't help?" Tony ran his hand through his hair, gloved fingers feeling weird on his scalp. The leather straps that would hold his welding mask in place got in the way, too. "Can't you speak to him or something? If it's not his idea, maybe you can find out where he got it from?" 

She gave him a withering look, mouth flattened into a line and tail stiff. "It's not that easy."

Of course it wasn't. Sighing, Tony tilted his head back to crack a vertebra. _Steve_ was his usual relaxing technique these days. He was going to have to look into backup measures for the next interrupting emergency. _After_ the current interrupting emergency, that was. "Well, thanks for trying. You want to stick around?"

"I'm an Avenger, aren't I?" Sharp teeth showed in a smile. It was eerily close to what Tony remembered seeing when Kitten had tried to tear out his throat. Tigra's teeth were, unfortunately, much larger. It gave him a shiver. "Besides, maybe you'll find something that I can help with. I'd like that."

"Thank you." Leaning down, he picked up the carrier by its handle, careful not to let the grate swing close enough that Kitten might have a shot at more sweet, sweet Stark blood. "The others are out rounding up cats and getting people out of trees. If you can, go replace Spider-Man. I'm going to need an extra set of hands in here." 

Smiling brightly, Tigra leaned over to kiss Tony's cheek. It left a smudge of lipstick that he could feel gumming up his beard. "I'll be sure to send him back," she said cheerfully. "Only Peter?"

"Only Peter." Grimly, Tony lifted his assailant to eye him through the bars. Kitten, as he had been for a while, looked innocently confused. It was a good enough act that it probably could have gotten him out of Murder One. Which, Tony suspected, was the point. "We need as many hands on the street as we can get."

"What about Hulk?"

"I'll take care of telling Bruce."

* * *

Hulk didn't take the news well. 

Tony used the connection in his helmet to make a few hasty calls to some repair contractors while rearranging his workshop back into its more usable form. No one was free. It turned out that cats running mad in the streets was great for construction, even if it was bad for everyone else. He was able to get some workers out to put tarps over the hole in the roof. Anything else would have to wait its turn. 

The cats themselves weren't doing that much damage. They didn't need to, with people panicking and cars swerving to avoid them. Previously innocent animals were raiding stores and showing surprising creativity with their paws and teeth. The polydactyl ones were the real menaces: they'd learned how to hold knives, and experts on CNN reckoned that it was only a matter of time before they stopped being distracted by can openers and moved on to learning how to shoot a gun. 

Fortunately, the Avengers were on the job. He was able to watch on one of the better news stations as they tackled some of the worst areas of the feline invasion. Captain America used his shield to scoop up some of the smaller ones, while Storm used her rains to herd them into traps and Giant Girl just scooped them up in her hands. Spider-Man made good use of his webs for trapping, but cat claws sliced through them if they weren't thick enough. Of all of them, Power Man had it easiest: he was scratch-resistant. 

The news cameras didn't catch the moment when Tigra appeared, but Tony noticed the roster change with relief. The sooner there were two heads on the project, the better. 

He'd just finished moving his homemade MRI up from to the basement—he couldn't even recall why he'd made the thing, but it was going to finally be useful—when Spider-Man crawled carefully into the workshop. He clung to the walls and ceiling, peeking around corners with wide eyes. "Is there a reason there's a hole in the roof?" he asked in a small, unsure voice. "I thought the apocalypse would be relatively explosion free this time."

"Hulk is _very_ fond of Kitten," Tony sighed, lifting his faceplate to rub his forehead. He was sticky with sweat, and his cat scratches stung where the armor rubbed against them; it wasn't much pain, but it _was_ annoying. "Bruce is going to be staying in the VR for a while."

His armor was covered in dents and scratches from trying to contain the Hulk by himself, and he was fairly certain that there was a new short in his right arm plates. There hadn't been time to fix it. And there wouldn't be, as long as cats were taking over the world. 

_Cats. Taking over the world._ Sometimes, Tony couldn't believe his life. 

"Oh." Spider-Man did little upside down push-ups with his fingers and toes, wiggling uncertainly. By all rights, he shouldn't have been able to hang onto the ceiling tiles; they weren't well supported at all, since Tony had learned his lesson about heavy ceilings in highly explosive workshops. Peter was a well-muscled man, for all that it was lean. He should have fallen right to the ground the second he tried to hang on. It must have been another spider power. "So it's safe to come down? Nothing's going to explode?" 

"Nothing's going to explode." Honesty tugged at the back of Tony's consciousness. It felt disapproving. "Well, not any more than usual," he amended. 

"That is not reassuring. You're a terrible reassurer." But Spider-Man hopped carefully down from the wall and tugged off his mask. Spandex, to no shock, wasn't much good as protection against cat claws. His suit had tears in it at every angle: along his back, his arms, and even one long run across his backside. He looked relieved as he opened up the storage closet and traded in his mask for a labcoat and some safety gear. "So, what are we going to do?"

There was no way Tony could pass on a line like that. He grinned and tugged his own lab coat on, the one specially made to go over the armor. There was just no substitution for pockets. Then he flipped the faceplate down instead of reaching for the goggles. "Science. We're going to do science." 

Peter's head tilted thoughtfully for a second before he nodded to himself. "Always wanted to do science."

* * *

Cats were _everywhere_. 

Steve flipped over a tangle of furry villains, bringing up his shield to block their claws. The cats yowled and tried to go over the top of it to get at him, hissing malevolently. A quick twist and toss landed them inside the large chain-link kennel that the Avengers were using as a temporary prison for their feline captives. Tigra perched on the open top, keeping the cats inside. 

He'd had no idea that New York _had_ so many cats. They filled the street, climbed trees, attacked people from hidden nooks and corners. More than once, he'd clear an area just to find _more_ cats coming in from dry drainage areas, or dropping down from above. He had claw marks all across his face, and Giant Girl had grown twenty feet tall just to keep from having to deal with being bitten so much. Her usual fighting size was a major difficulty in a crowded place like New York, but her smaller form was kitty chow. 

The panic didn't help. Rather than locking themselves inside and waiting it out, as might have been reasonable, people were going out and trying to _help_. Which might have been nice if the problem was littering, but with an actual, living enemy they just got in the way. Half of the Avengers' job had been rescuing well-meaning civilians from themselves. Traffic was at a more permanent standstill than usual, and ambulances weren't going anywhere for the time being. 

Weather wasn't going to be much help, other than what Storm could give them. There was still melting snow on the ground; it caused some of the less careful people to slip and slide as they ran. More than once, Steve had ended up working crowd control to keep people from being crushed when they lost their footing. 

And that was just New York. The rest of the world would have to deal on its own terms. Steve could only hope they succeeded.

"Why do everyone else get the good apocalypses?" Power Man asked through the communicator. His voice was muffled, and every now and then something let out an unhappy mewl. In the corner of his eye, Steve could see him about a half a block down, using what was left of a wrecked car door to try and trap cats. "Zombies or aliens or something. We have to have _cats_."

"I'd rather have cats," Tigra offered. She swung down from her perch, knocking an attempted escape off the kennel's chain-link walls. "Zombies are messy. Remember that thing with the cursed seafood? I was cleaning fish off my claws for _weeks_."

"But those weren't really zombies—" Giant Girl started to say, but Storm cleared her throat through the comm link. 

"This is not the moment to have the necrotic versus viral argument again," she reminded them. "We have a different sort of problem at—"

Up the street, a decidedly non-house cat roar sounded. The number of screaming civilians increased dramatically, all of them flowing _away_ from the sound. 

Reaching up, Steve pressed the _send_ button on his ear piece. "Storm? Giant Girl? Do either of you see what that is?" Another set of cats rushed by him, carrying a piece of orange extension cord between them. Steve leaped, coming down hard on the makeshift tripwire. The cats tumbled to a stop, giving him a chance to gather them up and toss them in the kennel. 

"I fear I am no longer in visual range of you, Captain," Storm replied through the connection. Something hissed behind her, and a cat made a sound like it had the world's biggest hairball. 

"Let me try, Storm." Giant Girl lifted her head, squinting in the distance. She was three blocks away, but there weren't any buildings tall enough to block her line of sight. "Not sure specifically what they are, Cap," she answered, not bothering to use her communicator. Almost absently, she reached down to pluck up a pair of cats that were trying to attack the back of her knees and took a couple of steps over to dump them into the cell. "Whatever they are, they're fast. And big. And—"

"Coming this way?" A heavy weight landed on Steve's back, then skittered down a few inches when it couldn't get a immediate hold on his uniform. Something prodded between his shoulder blades determinedly. Jerking forward like a horse bucking, Steve threw the cat off him. It landed on its feet, butter knife clenched between its teeth. The thing had to be twenty pounds, most of it fluffy brown fur. It was the biggest house cat he'd ever seen. 

"Do I even need to say it?" Giant Girl asked cheerfully. 

"Nope." Steve threw his shield low. It scraped the pavement, and the cat leaped upward to dodge. While it was distracted, he threw himself forward, wrapping his arms around the over-sized monster. Screaming bloody murder, the cat tried to claw off his face, but Steve had already tossed it over to Tigra to be shoved into the kennel. 

It was just in time. Metal groaned as a pair of orange tigers leaped up onto the hood of a car. Just behind them, lionesses were casually shouldering their way through the more common cats blocking the road. A few young lions followed behind, being herded by a single full-grown male.

Tigra hissed and scampered to the other side of the kennel, her fur standing on end. "Cap?" she asked, voice high and thick with a growl. 

"Hold your position," he ordered, staying as still as he could with cats streaming around his ankles. They didn't look like they'd noticed him yet, but they would. It was just a question of when.

"I don't think the kennel is going to hold those," Power Man said from where he was stuffing his latest haul into said kennel.

The communicator beeped in his ear. "Captain, what is your status?" Storm asked. To the west, clouds roiled in an angry whirl of lightning and impending rain. 

"Zoo escapees." Slowly, Steve crouched down, trying to subtly duck behind a car. Sunlight glinted off the edge of his shield. One of the lionesses turned her head, staring at him. Muscles rolled as she shifted her weight, golden eyes locked on him. "Hostile."

One by one, the other big cats were taking notice. One of the tigers hopped over a car, its claws scratching long lines in bright yellow paint. The other stepped down and started pacing forward, body tucked low, tail twitching. 

Storm didn't curse, but she made a noise that sounded very much like she wanted to. "I'm on my way; I'm almost finished with this set of feline miscreants." 

"Great," Steve said, hefting his shield and backing up until he was shoulder to shoulder with Power Man. The male lions were mostly staying back, but the females and the tigers had started creeping closer, obviously on the hunt. "We'll try and save some for you."

"Try to recall that if they were in the zoo, they may be endangered." Before he could reply, the communicator crackled with white noise and died. In the distance, thunder crashed. 

"Yeah, they're the endangered ones," Power Man grumbled. "Man, I wish Logan were here."

"I don't." There were already enough claws going around. Steve didn't need more of them. Especially not from Wolverine, who tended to be indiscriminate when it came to what it was okay to claw. "You take the two tigers and the big one, I'll get the rest. Deal?" 

"Deal." Pausing to exchange a nod, they leaped forward to attack.

* * *

Communications went down first. 

Guards were all well and good, but no one paid attention to a cat, assuming they even saw it in the first place. They slipped in without trouble, reaching the delicate wires that held the world together. If there was one thing cats were good at, it was gnawing sensitive wires. Radio towers were only good when someone manned them. TV studios needed working cameras. Cell phones worked only intermittently, and reception only got worse as some of the larger felines worked out what a bulldozer was for. 

Military resources could only provide so much backup. They were as vulnerable as the civilians, with gas lines that could be chewed through and weapons that were surprisingly easy to manipulate with paws. Between rioting, panicked civilians and an enemy that was able to hide in the hollows of a wall, the military was done for. 

Without their infrastructure, armies or hope, governments toppled. The world went dark.

* * *

Tony curled up in bed and stared balefully at the print out of the results, using a tiny penlight to examine them with. Normally, he wouldn't have used anything so archaic as paper, but they didn't make _sense_. He'd hoped breaking out the old dead tree method would be of some help. 

It wasn't. If anything, it was just making him more frustrated. Having the numbers _in hand_ and not being able to twist them so they told him what he wanted to know was worse than having them on a cloud somewhere. He could actually see the decimal points mocking him.

The main generators of the mansion were quiet, at rest to conserve fuel while most of the Avengers slept. Only the ones required to keep up the security systems were still running. Tony felt bad about that, that they should still have power and safety when so much of the city was dark, but they needed it. Without the generators, there would have been no hope at all. 

There was no telling what was going on in the rest of the world. Knowing what was happening in New York was even a bit of a stretch. The Avengers comm system was advanced enough that it survived, but everything else was gone. Even places as close as Virginia might as well have been on the other side of the moon, never mind Hong Kong, or London, or Buenos Aires. 

A large hand reached over to grab his penlight, blocking most of it. "Tony. Sleep," Steve mumbled. He was sprawled out on his chest and had turned his head just enough to eye Tony.

Instantly, fresh guilt dragged its claws across Tony's heart. The other Avengers had been out in the city, trying to maintain an increasingly elusive order. Cats weren't the main problem anymore; people were doing a fine job of making a mess on their own. They'd only forced themselves to bed an hour ago, safe behind quickly rigged anti-cat security systems. In less than three hours, the sun would be back up and Steve would be out there again. Meanwhile, Tony had been safe in his lab, punching in numbers and wrestling machines into giving him one last scan. 

"Sorry," he said, flipping off the light. He shoved it and his papers onto the bedside table, deliberately pushing them as far out of reach as he could. Then he rolled over to curl up against Steve's side. "I didn't mean to wake you."

"I don't need that much sleep," Steve reminded him, as he usually did when the subject came up. It wasn't exactly convincing, since it came out muffled by the pillow. "But you do."

"I need to solve this—"

That brought Steve's head up from the pillow. In the dark bedroom, it was hard to be sure, but Tony thought he might have been frowning. "You won't be able to solve this if you're a zombie running on coffee and fumes."

"I'll be fine," Tony swore, but he made a point of curling in closer and throwing a leg over Steve's and nestling in. He had a feeling that Steve wasn't buying it, but he put his face back into the pillow, which was a start. 

Once he'd stopped focusing long enough to notice, it was impossible to ignore how heavy his eyes were, and his head felt like it had been clogged. Numbers danced behind his eyelids, dangling seductive promises of a solution if he just tried a little harder, worked a little longer. He'd reached the type of thinking where even his brain wanted to operate in numerical format, variables sliding in against equations, the curve of Steve's shoulder against his chest transforming into a lovely arc graph. 

After a minute of silence, Steve shifted against him, rolling to nose his way under Tony's jaw. Even though he'd showered, he still smelled faintly of leather and metal where wearing his suit for twenty hours a day had ground the scent in. "I can hear you thinking," he complained. "Stop it."

Tony laughed quietly, running his fingers up Steve's spine. "What are you, psychic?" he joked. "We'll have to sign you up for the X-Men." 

Under Tony's hand, Steve started relaxing again, muscles turning pliant. It was one of the better parts of sleeping with Steve, feeling all the power and strength that was Captain America just go soft. There wasn't much that was more intimate, not even sex. 

"More like Hank and his ants," Steve mumbled into Tony's neck. His voice started to slur as he drifted off. "'S only for you." 

Another laugh bubbled up. "That's not how Hank's helmet works. It transmits, but it doesn't..." He blinked in the darkness.

It _couldn't_ be that easy. 

"Doesn't what?" Steve asked. His voice was nearly gone to sleep.

"It doesn't receive," Tony finished. "I have to—"

The arms around him tightened as he tried to sit up. "No." 

For a man on the verge of passing out, Steve had a firm _no_ when he needed it.

"But I think I know how to fix this," Tony tried to explain. It didn't win him any wiggle room on Steve's grip. "Or at least find out what's causing it." 

"And as soon as you do, we'll go out to fight it, and you'll have to be rested," Steve insisted. " _Sleep_." 

Tony had to admit that his eyes were still heavy. Not even the momentary flash of brilliance that had given him the answer woke him up. Sighing, he curled back around Steve and closed his eyes. The numbers there were sharper now, more urgent, but they didn't dance quite as fast. "Just a few hours."

Steve hummed and kissed his shoulder. "Yeah."

* * *

It was three hours from setting foot back in the workshop to having crafted a working model of the Catnipper Effect (as Peter had coined it). Kitten was their unfortunate and unwilling guinea pig for experiments that ranged from the classic Tin Foil Hat to carefully calibrated electromagnetic scramblers.

The Avengers met as the sun set on the fourth day of the Catpolcalypse. All of them looked battered and exhausted. Luke, who was safe from the pointy ends of their enemies, drooped over the meeting table. Ororo had a set of claw marks down one cheek that looked extra painful every time she smiled, and Jan was black and blue from having tripped over a bridge. Tigra was curled up in her chair half-asleep, and even Peter—who had stayed out of most of the fighting part in favor of helping Tony—had claw marks up and down his arms.

Jarvis provided extra marshmallows for those who needed the pickup, as well as what he called 'kitchen sink' cookies. It was one of the many, many reasons they all loved Jarvis. 

Luke was the first one to speak, though he did it without lifting his head. "I hope you have a solution. I don't think I can keep this up for much longer. I'm _beat_."

"Peter and I think we do." Tony leaned over the meeting table, resting his hands on it. "We _think_ that whatever is happening is based on similar principles to Hank's old Ant Man helmet. They're not the same—ants communicate through pheromones—but the concept is close."

"How close?" Jan leaned sideways, using Steve's shoulder to prop herself up. "Close as in, we have a target, or close as in, we have a week to a target?"

Tony smiled. "We have a target. It's electromagnetic pulses, being sent out from a single source with orders to attack humans. Once we knew that, we were able to use Stark Industries satellites to triangulate its location."

"Its definitely villainous location." In his lab coat and goggles, Peter almost looked like a respectable person. The illusion was only ruined by the fact that he was still in his Spider-Man boots. "It's a small volcanic island in the Pacific, called Leandra Island. Mostly deserted, but with one or two interesting features." He clicked a button on the table, and the screen behind them lit up with a satellite image of their target. "You can see how it's suspicious."

"A cat-shaped island?" Steve sounded as disappointed in the nature of villains as Tony had been when he saw the picture. The shape was hard to miss—it looked like a cat in mid-leap, tail curled up and proud. There were even a few small islets and rocks that gave the illusion of fur. "It _had_ to be a cat-shaped island. They couldn't have picked any one of the other handy volcanoes in the area?"

"Wait!" Peter crowed. "There's more!" Another button click and the picture switched to a full-on image of the island's main volcano. Someone with rather more time and patience than artistic talent had carved it into the likeness of a cat's head. The artist hadn't apparently been able to decide what sort of feline it was, so the rendition looked strikingly like someone had tried to crossbreed a house cat with a jaguar. Predictably, the eyes had been set apart with green-tinted windows. They almost definitely marked the villain's main lair or throne room, and Tony would bet a Quinjet that the bell-shape on the carved collar was an escape hatch of some sort.

Cliche villains were annoying, but thankfully predictable.

"Just when you think they can't get any dumber," Luke groaned, rubbing his forehead. "So, what's the plan? Show up with a can of tuna and hope whoever it is doesn't notice us taking apart their giant cat controlling mind ray?"

A soft, tired sound came from Tigra's chair. She lifted her head, eyes fuzzy and fur mussed. "But we're going, right?" she asked. "I don't think I can keep fighting like this for much longer. I need more than a cat nap." 

Ororo took a long, savoring sip of her cocoa. It was a sign of how exhausted she was that she didn't answer right away. "We're going there."

* * *

They all needed time before taking off. It was another delay, but one that was unavoidable. Gear was in need of repair or replacement, showers were required, and fresh uniforms to replace the shredded remnants of old were desperately required to maintain some tattered dignity. 

Tony helped Steve into costume. Which was less help and more just sitting on the bed, hanging on and trying to stay upright as Steve worked around him. His fingers dug into Steve's thighs, keeping him from escaping easily as he rested his head against his sternum.

Steve gave up on pulling his top down and just wrapped his arms around Tony's shoulders, uniform still bunched up around his chest. The scales of the armor clanked and tugged at stray hairs, surprisingly heavy when atop his head, though Tony knew it actually didn't weigh much at all. "Is something wrong?"

"No." Tony rubbed his cheek against Steve's chest, letting his beard drag across shower-damp skin. "Nothing's wrong." Which was technically true. He'd already mentally selected the armor he'd fight in, and that was all he really needed to do. The Quinjet was fueled and ready to go. Even Jarvis had been sent somewhere safe and hopefully cat-free so he wouldn't be at risk while the Avengers were away from their base. 

But even though nothing was wrong, something was _off_. He couldn't pin it down, but it was _there_ , tickling the back of his thoughts threateningly. Being unable to articulate something wasn't a problem Tony had much experience with, and he was finding that he kind of hated it. It was more frustrating than not knowing the solution to a problem. At least then there was more to do than wrestle with his own thoughts. 

"I can hear you thinking," Steve said dryly, bending down to kiss the top of Tony's head. The maneuver gave him enough space that he was able to tug down his top before Tony had a chance to block it with his head again. "What is it?" 

"I don't know," Tony admitted. He took back his place on Steve's chest a little grumpily. The scales were hard and dug into his skin, nothing at all like the smooth, muscled skin he'd had a moment before. "Maybe I'm just worried. We don't usually go into a fight like this." 

"We'll sleep while the auto pilot is engaged." Steve's fingers carded through his hair. "There's nothing else?"

There _was_. Tony could still feel it. Something they were forgetting, something important. He flexed his hands against the back of Steve's thighs, kneading. "If there is, I'll tell you." It was as close to the truth as he could get, really. Honesty in a bite-sized dose.

Steve seemed to realize what Tony was doing, because he sighed that heavy noise of fond irritation. Then he kissed him again. "Alright. Now let me finish getting dressed so we can go."

* * *

The Quinjet came in low and quiet, skimming the water to avoid detection. None of the sensors read any sort of scanning device in use, but Dr. Doom had caught them by surprise a few times, and even the Hatemonger got lucky once. It was better to just take a few easy precautions, even if it meant that they missed the chance to make fun of the island some more before landing.

The main volcano on the island was situated in the central body of the cat shape. Tony assumed it was only not in the head because planning a volcanic island's layout was advanced work for the average, every day villain. They sat down on the sandy area near the base of the tail—Tony resisted thinking of it as the cat's butt, though obviously the thought was tempting. There wasn't really any cover to speak of; most of the plant life was by way of shrubbery and a few sickly looking trees. Satellite mapping had shown some rocky outcrops and a suspiciously ambush-friendly canyon that was probably connected to the main lair, but anything both defensible and near the lair had been cut back.

Overhead, the sun was mostly hidden by low cloud cover showing only a few glimpses of late-winter blue sky. A biting wind blew off the sea, bringing with it a few flurries of snow, which shouldn't have been surprising. They'd all seen the location and known that it was far enough north to be in the middle of winter. It was just that villains usually chose some sort of equatorial location, if an island base was going to be in use at all. Opening the hatch and not being blasted by bikini weather and, on occasion, people in bikinis was an unusual experience.

Storm, who'd thought ahead enough to put on a sweater, warm pants and earmuffs, lifted her head to look at the clouds. Her eye churned white, and the few break in the cloud cover vanished. "That should assist our efforts to remain hidden." 

"Thanks," Power Man huffed, stuffing his hands into his coat pockets as the temperature noticeably dropped. "Thanks a lot. Not like I needed those fingertips."

Spider-Man shivered and huddled down in his Spider-Hoodie and stayed wedged between Tony and Power Man to block the wind. Like the rest of his suit, it was red and blue, but someone—probably his Aunt—had stitched a fluffy Santa hat onto the spider decal. "One day, I'm going to re-think the tights," he muttered, rubbing his thighs. "One day really soon."

"And on that day, you'll fall off walls because you can't grip well enough." Tony patted his shoulder consolingly. Every armor he owned, with the exception of the first few renditions, was fully climate controlled. It was probably wrong to be smug about that. 

Maybe he'd get Peter a personal heater. It was too late for Christmas, but he might be able to make it in time for his birthday. 

Underfoot, the sand was turning to packed dirt and winter yellow grass, and scraggly bushes started to dot the landscape, clinging to places where the soil had somehow avoided eroding entirely. It made walking in the suit a little easier. The walking part remained annoying, but they'd agreed that the fliers and swingers should stay grounded for once. It would be slower, but since they'd have to go to ground anyway to get inside the volcano hideout, it raised their chances of remaining unseen. 

Bringing up the rear at a measly twelve feet tall, Giant Girl made a commiserating noise. She had her arms wrapped around her waist and had huddled in on herself. "At least you can wear a sweater. Anything I put on will rip as soon as I change sizes."

Cap, one of the only other heroes who'd forgone warmer clothing, patted her shoulder. "We'll have Iron Man think of something for the next winter mission," he promised, and there went Tony's ideas for birthday gifts. He'd have to settle for jetpacks.

"Should we really leave Bruce in the Quinjet?" Tigra—also bundled up to the ears—looked back at the jet worriedly as they trudged through the sand. Her tail was stiff and fluffed out behind her. "What's the point in bringing him if we're going to leave him behind?" 

"I have the VR on remote," Tony explained, showing the plate on his chest where the manual button was hidden. It was one the things he'd installed on a whim and then never needed until, suddenly, he did. "One click, and Bruce is ejected and on the way. It'll be triggered automatically if my suit gets too damaged, too. If I pass out, just punch it until it beeps." 

"It worries me that you make plans like that," Cap grumbled, but he flashed Tony a smile when he turned to look at him. "Just be careful."

"Aren't I always?" Tony asked.

After that, the silence was a little suspicious. He chose to take it as a _yes, of course you're careful Tony_. 

The island was only a few miles wide at its widest point. Unfortunately, the farthest point was also the safest. As they walked, sandy dirt turned to well-packed soil, and then to rocky outcroppings and seemingly random piles of stone. There were mostly hidden signs that someone had been deliberately building—a missed tire track, a dropped nail. For the most part, though, it looked untouched.

With the exception of the giant volcanic cat head looming on the horizon. That tended to ruin most panoramic scenes of nature. 

By the end of the first mile, Peter had crawled onto Giant Girl's shoulders and was riding like a bug on a stick. Boots capable of wall crawling, it turned out, weren't exactly friendly for hiking. He looked around cheerfully, shading his eyes and occasionally letting out vaguely piratical noises. Which was why it took a second for anyone to pause when he suddenly squawked and shouted, "HO, THAR BE KITTIES ON THE HORIZON!"

"What—" Power Man started to say, but a dark blur bounced off his head, then shot through Giant Girl's feet, making her stumble. 

Spider-man leaped and rolled before he was pitched off, bouncing off the ground and up into a tree. Tigra followed a second later, crawling out over a branch. "I don't see anything!" she called out. "It's just— rocks! Dirt!" 

Storm let out a startled yell and took to the air, lightning crackling around her. A long cut across the back of her leg dripped blood. Wind blew her hair into a whirlwind as she twisted, looking for her assailants. "We're under attack!" 

Automatically, Cap, Iron Man and Luke went back to back. Tony flipped his helmet's scanners briefly to infrared. Immediately the landscape lit up with warm, tiny bodies, but the second he turned it back to a standard view there was nothing. "We're surrounded. They have some sort of cloaking technology," he reported grimly, changing back again in order to keep the advantage. "But they didn't think to mask heat signatures."

"What are we looking at?" Giant Girl asked. Since they'd already been spotted, she shot up another twenty feet in height, flexing her muscles threateningly. "Robots? Monsters? Ninjas?"

Inside his helmet, Tony made a face. "What else? _Cats_."

"I'm getting really tired of having my tail handed to me by a bunch of mangy house cats," Power Man grumbled, then added, "Sorry!" when Tigra hissed and threw a pine cone at him. 

"They're closing in slowly," Tony kept up his report, not letting himself get sidetracked by little things. "I don't think they knew enough human speech to realize we've spotted them. Or they're too tightly controlled to change plans. No way to tell without knowing more about what's controlling them." 

"So what do we do, just wait until they attack?" Giant Girl asked, sounding intensely skeptical. Tony couldn't really blame her. 

"Or how about we force their hand—er, paw?" Steve hefted his shield. With a quick whirl, he sent it flying out. It bounced off a tree and ricocheted off two separate rocks before returning to him. In the infrared, Tony saw it send dozens of little potential attackers flying. Indignant yowls rose in the air as the shield cut a swath through the feline army. They milled for a moment, clearly taken aback. Then, as one, they rolled forward.

"Incoming!" Tony shouted, taking to the air. He shot off low-powered repulsor beams, knocking out the most immediate threats, but there were too many, and he couldn't risk a wider beam without inevitably hitting his own people. 

Below him the Avengers twisted and writhed, fighting off enemies they couldn't see. Cuts and scratches started to appear on their uniforms. Tigra leaped down, all claws out. Cats swarmed her, but she held her own, kicking and biting freely, most of her blows actually landing. Above, Storm was using gusts of wind to lift the smaller bodies into the air and toss them back like a giant invisible hand, the effect only visible by the breaking bushes where the cats landed. Spider-Man did much the same thing, casting out little weblines and reeling in whatever he managed to hit. 

Giant Girl had it the worst. She'd dug out a trench in the dirt, and was trying to use it as a trap, but the cats were too small and kept slipping between her fingers. Tony saw her try to shift to a more manageable size once, but it made her too vulnerable to claws and teeth. He swooped in over her shoulder. "Move your hand!"

Her brows knotted together, but she did so. The cats in the trench immediately tried to surge out, but _there_ it was safe to cast a wider net. He hit them all with a few blasts of the repulsor. Some of the bigger ones fought through it, but most of them were knocked out right away, and even the ones that escaped conscious were too dazed to dodge when he hit them with it again. 

"We need to be able to see them!" Cap yelled, kicking dust around and then swiping his shield through the cat-shaped holes in the cloud. 

Tony saw the dust and something clicked. "Storm!" he shouted, ramping up the speakers on his suit. "We need you to—"

"I see it, Iron Man!" she called back. Overhead, the sky grew darker and, inexplicably, the air grew warmer. Lightning sizzled, dancing between lowering clouds as the rolled in off the sea. Fat, heavy raindrops started to fall. Complaining mewls and grumbles rose around them in a wave, the sound of animals who were deeply unhappy to be getting wet, but the attacks kept coming. 

At first, the drops only left pockmarks in the dirt, but as they picked up speed they started bouncing. Halos formed where invisible cats stood, their bodies outlined by the sheeting rain. Suddenly, the Avengers went from barely holding their own to actually being able to fight. Blows and weblines landed with near perfect accuracy. Tony helped Giant Girl as she scooped up cats, knocking them out for her before she dropped them into the makeshift kennel.

Waves of shimmering color went through the ranks of enemies. Something sparked and fizzled. First one cat became visible, then the next, the tiny devices on their collars shorting out in the downpour. Storm let up her rain, though it didn't stop entirely. Of the ones that were still invisible, the mud gave them away, suddenly appearing paw prints being a sure sign of an enemy approaching.

A half-visible tabby tried to climb Tony's chest, swiping at his faceplate with unnaturally sharp claws. One of Spider-Man's webs knocked it off before Tony even lifted his hand to take a repulsor to it. The tabby twisted gently from the tree branch it stuck to, growling angrily. 

When Tony waved thanks, Peter saluted with two fingers. 

After that, the battle was almost pathetically easy. The Avengers who had been on battle duty had gotten fighting cats down to an art, and Tony and Spider-Man had advantages built in. They left the unconscious cats in the trench Giant Girl had dug out. The walls were steep and the soil loose enough to crumble in. It wouldn't hold them forever, but it didn't need to. 

Tony stood back by Cap, watching as Spider-Man covered the pit with a thick net of webbing, as added security. "Do you think the battalion of house cats means that we've been spotted?" he asked. On the pit, Power Man was helping Giant Girl and Spider-Man test the strength of the cover, while Tigra took her claws to it, presumably to see how well the cats would be able to rip it open. Somehow, they'd gotten it tented, though it was still fully enclosed. It looked a little like someone had buried a circus.

"Probably," Cap answered. His arms were crossed over his shoulders, and one of the cats had left a series of four scratches across his jawline. "If not, then Storm's rain shower was sure to have gotten someone's attention. But that doesn't mean we're being watched. We might be able to keep the element of surprise if we keep moving."

"And that is what we shall do." Storm touched down on Tony's other side. Even though everything around them had turned into muck, she was still perfectly dry and unsplattered. "These were not a well-prepared defense. Scouts, perhaps. If we are attacked again, more heavily, then we may assume ourselves under surveillance and act accordingly."

"Low profile continues, then," Tony nodded. It made sense, even if it did slow them down. "We should tell the others."

"Don't bother." Cap's smile was the fond, amused one that he usually gave Tony when something minorly ridiculous happened in the lab, like when he'd been teaching the toaster to walk. It had made sense at the time. "They've been listening."

"Are you sure?"

"Constant vigilance!" Spider-Man, Tigra and Giant Girl all chorused, answering the question of whether they'd been listening in or not. Which was the opposite of low-profile, but Tony would take what he could get.

"This ain't Defense, and none of us are Mad-Eye," Power Man grumbled, giving one of the webbing posts a solid kick. Tony did him the favor of not pointing out that his lips had moved in time with the rest of them. 

In the helmet, it was hard to exchange a Look with anyone. Tony did his best with Storm. "If you're all finished," he projected through the communicator lines, "then let's move out, Avengers. We don't want to be fighting cats in the dark."

* * *

The last stretch to the villain's secret yet unsubtle lair was fairly easy. It took nearly another hour to walk. No more attacks came in that time, which seemed to back up Storm's theory that the first wave had been a scouting troop. There was no telling how long it would be before they were missed, so the Avengers moved quickly as they could on foot. 

They ducked down behind some black volcanic rocks, Giant Girl having shifted to her more natural size for the sake of close-in sneaking. And of course, the suspiciously ambush-friendly canyon was, as expected, the main entrance to the volcano. The thing was narrow, featuring high walls and a long, winding path that didn't have direct forward visibility for more than a dozen yards in any given part of it. It would have been even more suspicious if it weren't, from Tony's perspective. Any villain that passed up such an obvious trap opportunity could only be up to something even worse—something that they wouldn't see coming. 

Large cats stood watch at the narrow entrance to the canyon—two lionesses, dressed in what looked like modern body armor and helmets, with gauntlets on their paws that featured razor sharp claw extensions. Tony wouldn't have been willing to bet those claws wouldn't cut through armor. A glint of sunlight caught something metal hidden in the tuft of fur on their tails. It was gone before he could identify it, but 'sharp' seemed the most likely option. They prowled occasionally, pacing back and forth, but never simultaneously. The few times their eyes turned in the Avengers' direction, they looked startlingly intelligent. 

These, it was clear to say, were no ordinary lions. 

Cap crouched down next to Tony, the weight of his knee comforting even through armor. He tapped Tony's elbow to get his attention. _Scan the area,_ he gestured briskly. _Radio silence. No noise._

Tony nodded his understanding—cats had better hearing than humans. No point in giving themselves away with a whisper. Flicking his visual sensors over to infrared, Tony waited until the lionesses were looking away before ducking up, taking a quick snapshot, and then dropping back down into hiding again to look at his findings. 

The snapshot showed the two lionesses, exactly where they should have been. Behind them were three other large heat sources, and ten smaller ones. Anyone who tried to get through by taking on the visible guards would have been caught blindside by the invisible ones. 

The other Avengers were watching avidly, waiting for the news. Tigra's tail twitched, the tip flopping back and forth. Her eyes had gone intense. Spider-Man nearly vibrated with eagerness. 

_Ten small,_ he mimed at Cap, making sure the gestures were visible to everyone. _Three big, plus those._

A dark frown tugged Cap's mouth down. He rocked back to rest on his heels, finger sketching in the dirt as he tried to work out a plan. There wasn't much to work with. The entrance to the canyon was only twenty feet across, and had been mostly cleared out, with the exception of some rocks that were too big to easily move. There wasn't a hidden nook or any convenient side-tunnels that Tony could spot. All it would take would be one of the invisible cats spotting them and their cover would be blown.

Cap reached past Tony to tug at Spider-Man's arm. Once he had his attention, he pointed upward, where a large rock at the top of the canyon was precariously balanced on a wedge of smaller ones. Under the mask, it was hard to be sure, but Spider-Man looked like he was grinning. 

Clinging to the side of the rock, Spider-Man scuttled up close to the top and around the edge farthest from the guards. He shot out a webline, grabbing one of the small rocks near the base of the pile and giving it a yank. At first, the rock didn't seem like it was going to budge. Then, with a groan, it gave way, rolling down the cliff's edge. The rest of the formation followed close behind, followed by the big one once its support was gone. It caught on other rocks as it rolled, creating a small avalanche of rubble.

The lionesses' heads turned toward the noise. They looked at each other, making low rumbles that sounded a little too close to conversation for Tony's comfort. Then they settled down on their haunches, tense and wary. Nothing seemed to happen, but when he checked the infrared, the extra bodies were missing from the view—the invisible ones had been sent to check it out, he assumed.

He silently passed on the information to the rest of them, hands working fast. He didn't know how long their window would be—they needed to _move_. 

Nodding, Cap jerked his chin at Storm, then pointed up. She frowned, but nodded slow agreement and made a _this way_ gesture. Collectively, they followed behind her, creeping around until the lionesses were nowhere in sight. 

Storm held out her hands and smiled, eyes closed. Grey clouds shifted downward, seeming to swirl, and sudden winds started buffeting them from all sides. Spider-Man was lifted off first, flailing himself upside-down in the tightly controlled updraft. Tigra and Jan went next, both of them riding the air with much more ease. Realizing what was happening, Tony took to the air, just dodging an upward vector strong enough to carry him and his armor. Instead, it got Power Man and Cap instead, twisting them around before they found their balance.

Opening her all-white eyes, Storm made an annoyed face at him. Tony just waved sheepishly and circled while she joined the rest of the team in the air. He could fly on his own, thank you very much.

Under Storm's control, the winds carried them over the edges of the canyons, silently setting them down inside the currently clear area behind the guards. Only Tony stayed aloft, knowing exactly how difficult it was to land quietly in his armor. Neither of the lionesses looked behind them, leaving the team free to creep down the canyon and out of sight.

From outside, the cliff walls had looked impressive. Within, they were even moreso. Rough-hewn out of shining black rock, it was clear that they hadn't been made by any natural force. There were clearly marks of tools and, Tony was certain, claws. The useful handholds for climbing that usually came with canyons had been carefully polished away. 

Curious, Tony skimmed high up the wall, while the Avengers made their way below him. On closer inspection, the walls weren't rock—they were obsidian, and the edges had been left sharper than knives. Anyone who made the mistake of climbing up or down them would be in for a painfully short trip. Even ropes would get sawed and frayed faster than most people would be able to escape. It would take steel cable to do it safely, something most people didn't exactly carry with them. Spider-Man's wall crawling wasn't going to be of use, that was for sure. He'd end up with shredded palms and feet.

Dropping back down, Tony grabbed Spider-Man's attention and pointed him at the wall. The moment Spider-Man realized what he meant was clear: his whole mask grimaced. But, being the same sort of person Tony was, he immediately spun out a web to see what it could do. 

Nothing, as it turned out. The rock sliced through his webbing like it was nothing at all. A few strands managed to stick. but the load-bearing thicker cord was cut right through as soon as it brushed against the edges. No webslinging either, it looked like. 

As if to console himself, Spider-Man snared a large-ish rock that had a clean flat side for his web to hold onto. He swung it in gentle circles that quickly turned into faster ones, until it was whirling around his head like a sling. Tony gave the successful experiment a thumbs up, purely to cheer Spider-Man up. 

Spider-Man puffed out his chest and gave the makeshift sling a pull, clearly meaning to reel it in. Instead, the stone twisted, one sharp edge cutting its line. It went flying, crashing into the wall of the canyon with a loud _crack_. 

As one, the rest of the team stopped and stared accusingly at the two of them.

Before anything else could happen, a roar started in front of them. It was joined by one, two, _three_ others. A second later, a foursome of big cats came bounding down the path. They almost tripped over themselves in surprise when they saw the Avengers. Rounded ears pressed back against their skulls, and their mouths spread to roar again, showcasing giant teeth. Three of them were big enough to ride like a pony, while the fourth was definitely going for Clydesdale status. 

_Sabertooth tigers_. Because what was the point of battling giant cats if it were only the normal, everyday zoo sorts. Like the lionesses, the sabertooth tigers were in body armor, the black kevlar fitting like them a second fur, and someone had put _saw-edged caps_ on their already imposing teeth. Overkill, really, but a villain who went for the whole apocalypse routine was bound to be the sort. 

"So much for sneaking," Power Man yelled, throwing himself into the fray. Cap's shield was already in action, bouncing off the walls to smack the tigers in the tail. Tony took to the air, shooting off repulsor blasts. He had to calibrate them up—what had worked on the first set of cats was too light, as represented by the way the sabertooths shrugged off his first few attacks.

The smaller ones worked together in pairs, two of them herding while the other darted in to snap at their chosen foe. Giant Girl's size was limited by the narrow width of the canyon. She managed to triple it, which was just enough to put the smaller tigers at a comparatively large dog height. The big one, though, came up to her waist. It bypassed the smaller, more chewy prey and went straight for her. 

Tony buzzed low and slid in between the tiger and Giant Girl, blasting at its eyes. It roared and reared back, making a swipe for him with its gauntleted paws. While it was blind, Giant Girl gave it a hard uppercut, then grabbed its ears and kneed it in the jaw.

Flailing, the tiger lunged forward, slamming into her. The two of them went down in a tangle of fur and girl. Only her grip on its head kept its teeth from her skin. Tony tried another blast, but it was too enraged to pay attention, shrugging off the pain like nothing. 

Down below, Tigra shrieked, using her claws to hang on while the tiger she was riding bucked and twisted to try and snap her off. Cap and Storm were each taking on one of the others, lightning and shield sometimes bouncing off each other as they worked back to back. 

"Spidey! Give me a boost and some web, man!" 

He looked down just in time to see Spider-Man form a stirrup. Power Man took a running leap, using the stepping place to leap onto the back of the lead tiger, web trailing through the air behind him. Tony moved his attacks low, to the belly and legs in order to keep from accidentally hitting Power Man as he clung to the thing's neck with his knees.

Leaning forward, Power Man slipped a loop of web around the snout and between the teeth, then leaned back and _pulled_. The tiger reared, whipping around, but there was no reaching the small crunchy thing on its back. Just when its attention slipped, Giant Girl used the advantage to headbutt it, and Tony shot it in the snout.

The tiger staggered, knees wobbling, head turning into Power Man's improvised reins. It turned in a circle, then sagged to the ground, swaying gently back and forth. Spider-Man webbed its feet together to the knee.

A heavy gust of wind, followed by the heavy _thump_ and a shaking of the walls announced the end of Storm's opponent. Cap's was already unconscious, a lump on its head telling the tale of its defeat. That left—

"Heee—eee—eeelp meee—eee—eeee," Tigra yowled plaintively. Her riding tiger had started _bucking_ , not unlike a horse. Her whole body bounced every time it came down again. She was starting to look distinctly green under her fur. 

A face full of web brought the bucking to an end. A second later, Spider-Man followed up by webbing its feet, too. The tiger came to a struggling, frustrated stop, rolling around to try and free itself. Spider-Man just kept adding more and more webbing until it looked like a real spider's dinner.

Tigra slid off before she could be crushed, walking a few zig-zagged steps before she finally just plopped down with a tired mewl. "Give me a second?"

"We don't have time." Tony scooped her up, bridal style. "That was a loud fight. We need to get under cover, fast."

They ran. The fliers zoomed ahead, Tony using infrared to make sure that there weren't any invisible menaces. Storm called up a fog to help cover them. More cats were waiting at the cavelike entrance to the volcano, smaller bobcat sized things with more armor and metal additions. Spider-Man took them out with a couple well-placed webs, leaving them trussed up and dangling. 

Tony sat Tigra back on the ground as soon as they were past the entry. Her land legs had returned, and she stood straight and proud, casually grooming the back of her hand. Inside the volcano fortress was stark, all rock, metal ramps and—oddly—large metal beams, with no indication of which way to go. Villainous lairs tended to be low on the helpful signage side of things. 

"Come on," Cap ordered, heading toward the nearest ramp. "We go up. The face was on the north. That'll be where they are."

* * *

Surprisingly, the volcano was almost entirely open-plan. Doorways were left without doors and holes had been cut in the walls to accommodate the beams. Tigra made longing noises and pointed comments about renovating the mansion that Tony did his best to mostly ignore. It was one thing to build a gym to help out the team; it was another thing entirely to turn his house into a giant kitty playpen. 

Maybe he'd modify one of the guest houses instead. 

Of course, the Fortress of Doom wasn't unguarded from the inside, but most of the cats were at least smaller than the average Great Dane, and they never showed up in more than pairs. One almost got the drop on them using a beam overhead, but it was quickly repulsored, zapped, webbed and pummeled into submission. After that, Spider-Man took point on the catwalks, while Power Man and Iron Man scouted ahead on the ramps.

Not that the way was actually easy. That would have been expecting too much.

"I don't think I can jump that," Giant Girl said doubtfully, staring at the platform that was about ten feet from them. By Tony's estimations, it led the the ramps that covered the north side of the volcano, and therefor was exactly what they needed to get to. "I could get big, but I don't think it'll hold my weight at that size."

Tigra frowned. "But it's easy. Watch." Taking a couple of quick steps, she flung herself out over the breach. Her claws skidded on the metal when she landed, but a quick twist arrested her momentum before she hit the wall. "See? Nothing to it!"

Giant Girl was still eying the gap. "I think I'll pass," she said.

"I got you, GG." Spider-Man popped up and wrapped an arm around her waist. His webline hooked to a beam high overhead. "Hold on!" Together, they swung on a nice, gentle arc, coming to a gentle stop well inside the danger zone. " _That's_ how you do it."

"My _hero_ ," Giant Girl sighed dramatically, smacking a kiss to his cheek. 

Behind them, Tigra rolled her eyes. "Sure, if you want to be _lazy_ ," she grumbled, but her tail was swishing happily. 

Tony helped Power Man across, while Storm rode her winds and Cap made one of those death defying leaps that sometimes made Tony wonder if there'd been some wild animal in that Super Soldier Serum. 

The main room of the lair was the next upper level, the only one with an actual door. If a giant cat flap could be called a _door_. It was filled by green light shining through the cat eye windows and dancing motes from the giant, glittering disco ball that dangled from the ceiling. As Tony watched, the ball bounced and swayed.

It jingled.

"Well, well, well, hello there, Avengers." The voice was low, sinuously female, backed by a rumble that could either be a purr or a growl. It came out of everywhere and nowhere, the shape of the room messing with the acoustics too much for Tony to get a bead on it. "What brings you to my home?"

The Avengers collectively went back to back, braced for attack. "We're here to stop you from treating the world like your own personal catnip mouse!" Tony shouted, reckoning it was the least cliche of possible answers. 

"Stop me?" She laughed, and the rumble evened out into what was unmistakably a purr. "But you see, Iron Man, the world _is_ my catnip mouse, and soon it will learn its place. For I am Cleocatra, Queen of the Felines, and I shall lead my people to _glory_." 

"You're not queen of anything yet!" Power Man called. "We took down your guards, and we can take you down, too!"

A shadow flickered on the wall. Tony shot a repulsor blast at it before his conscious mind caught up to the threat. The blast scattered against the volcanic rock—the shadow had been only that, a shadow. 

"A fair shot, but a wrong one. I hope that you didn't make matters too inconvenient for my little friends," Cleocatra said. "We have pride, after all. Being defeated by the rabble—well. That would be painful for them." 

Cap laughed, a hard sound that seemed to bounce off the ceiling. "Pride? A bunch of house cats?" Tigra hissed and kicked his calf, but this time she was ignored. "They should recover. Why don't you show yourself, so we can talk this out?"

Power Man and Spider-Man traded amused glances. Storm openly rolled her eyes, mouthing _talk this out_. Tony, at least, wasn't surprised. It was a Captain America thing. 

"I don't think that I should," she said. "I see you there. Humans, keeping one of _mine_ prisoner, binding her up in human clothes and ways."

Tigra lifted her chin and adjusted her coat. "I'm not complaining," she announced, tail lashing the air behind her. It actually smacked Tony's back with a dull ringing noise. "And I'm not a prisoner!"

"Of course you're not, darling. You're a _pet_. Just like every other house cat, with her pretty collar and food dish and pillow." Something blurred through the air. Cleocatra landed on a beam in front of them in a puff of fur and the scrape of claws against metal.

She was a giant cat. Not a cat-like person, the way Tigra was, but an actual _cat_ , with a dark mask and fluffy brown fur. The only thing about her that stood out were her thumbs—polydactyl. Her green eyes stared at them malevolently, almost seeming to glow. It was clear that the cat shape of the volcano had been designed around her. She stalked the beam on all fours, tail swaying. 

"I know cats like you. So content, to lie there and be petted, to be _cared for_ ," Cleocatra hissed, baring her teeth at them. "But your food is made of scraps that no human would touch, and you're petted only at _their_ convenience. They steal your claws, steal your kittens, steal your _life_. And the minute you're no longer wanted, they throw you in a kennel and give you away. If you're lucky enough not to be thrown out into the cold, or put down because no one wants you!"

Cleocatra leaped off the beam, landing lightly in front of Tigra. Immediately, Tony and Power Man moved to stand in front of her, and the rest closed ranks behind, but the giant cat only sat down, tail curled around her feet. 

"You know what I mean, don't you, darling?" she asked, voice gentle. The glow in her eyes grew stronger, not just a trick of the light anymore. "You've seen how they treat us, who are better than them. We can _rule_ them, make them our pets. Put them in their place, as they did to us for so very long." 

Tigra started up a low, constant growl. It thrummed through the armor, raising the hair on Tony's arms and the back of his neck. He wished he knew if it was a good sound or a bad one.

"Don't listen to her!" Spider-Man yelled. With his back to them, Tony couldn't see, but he heard an _oomph_ of two bodies colliding. "She's just another villain! You know we don't think of you like that!" 

The glow in Cleocatra's eyes had gotten almost to flashlight brightness. "Break free of their hold," she hissed. "Don't rise into the hand that pets. Fight back!"

Tigra's growl reached fever pitch. Something shoved into Tony's back, and metal scratched with a painful shriek. He whipped around to see Tigra sinking her claws into Spider-Man's chest. From there, she used him as a springboard to fling herself at Cap. A hurriedly raised shield blocked her, but she just landed on all fours and backed away, tail puffed up behind her.

"It's some sort of mind control," Tony reminded them, making sure to keep himself between the team and their brainwashed friend. "This isn't her!"

"It's more her than you humans can possibly imagine," Cleocatra snarled, fur on her back standing up. "Tigra, my love, take care of your friends." In a bound, she twisted and took off, bouncing into the shadows. Cap didn't even finish yelling for Storm, Spider-Man and Power Man before they were off on her fluffy tail. 

"Giant Girl, try to catch her!" Tony took to the air, doing his best to look as shiny and alluring as possible. It was a good thing he kept the armor polished. Cap got the idea and started twisting the shield so it reflected beams of sunlight. 

In her right frame of mind, Tigra would have never let herself get distracted by such an obvious ploy. But whatever Cleocatra had done, it had reduced her down to only her feline side. Her eyes tracked the beam from Cap's shield across the floor, crouching down in a hunter's prowl. When Tony swooped down, she did the same with _him_ for the target, muscles coiled and ready. 

Giant Girl crept across the floor, tiptoeing to keep from alerting Tigra. As soon as she was behind Tigra, she grew to the largest size the room would accommodate, one hand raised to wait. Tony kept flying in his spirals, throwing out a few low powered repulsor blasts to keep things interesting. As soon as Giant Girl dropped her hand, he went into a dive. 

Tigra leaped, slipping through Giant Girl's fingers. She landed on Tony's back, claws scrabbling for a hold in the armor's plates. He did a barrel roll, trying to shake her off low to the ground. It didn't work; her grip was too good. 

He was so busy trying to dislodge Tigra that he didn't see the beam in time. She dived off, but he smacked into it chest-first, whipping around like a kid on playground bars before his momentum flung him into a wall. Metal cracked and buckled, stealing his breath where the armor suddenly pinched. He stayed flat on his back, fingers scrabbling for the pressure releases.

"Iron Man!" Cap shouted, already running for him. Orange fur blurred, and suddenly Tigra dropped down, hissing as she tried to claw out his eyes. Cap rolled, twisting around to slam her into the floor. She flipped, landing on her feet, back arched. Before she could attack again, a giant gloved hand came down from above, pinning her to the floor. Her claws lashed out, but Jan was big enough that they barely left a mark on her glove. 

"Got her!" Giant Girl cheered, fist pumping and almost hitting the ceiling "Cap, go help Iron Man. I'll keep Tigra safe." 

Shouldering his shield, Cap ran to help Tony. He slid to a stop by Tony's side, dropping to his knees. "What's wrong? Are you injured?" 

"Fine," Tony wheezed, pawing at the releases. There was some damage to the shoulder joints; he couldn't quite reach what should have been a simple grab. "Chest plate cracked. Need to take it off."

Cap prodded the plate, feeling around. Something went _click_ , and magically Tony was able to breathe again. He did so, taking a deep, wonderful breath of slightly volcanic air. It wasn't the best thing he'd ever breathed, but it was definitely welcome. One of Cap's big hands supported his back as he sat up, pulling over the armor to inspect the damage.

A large crease ran down the middle of the plating, right where he'd folded over the iron beam. It wouldn't have been too bad if it had only affected one or two plates, but the whole thing had buckled. Tony grimaced, trying unsuccessfully to bend it back into shape, futile as he knew the attempt would be. "That's just great. Guess I—" He paused. One of the plates was dangling, a soft green light blinking underneath it. Hurriedly, Tony grabbed the loose one and yanked it free of its hinge, staring at the LED underneath. "Oh _no_. No no no." 

"What is it?" Giant Girl asked, craning her neck to see. "Is it going to explode?"

" _It_ won't." Fingers flying, Tony tried to depress the button, or to find a loose wire to pull. _Something_. It didn't work, of course. When he designed a failsafe, it _stayed_ safe. Even when it failed. "Hulk's loose."

"Maybe Banner will stay in control?" Cap's voice had just a few too many shades of hope to actually be realistic.

"I don't think—" 

The whole volcano rocked with the sound of rock crunching. Tony wrapped around Cap as the floor tilted sideways and they slid, crashing into the wall together in a tangle of muscle and armor. 

" **KITTY!** "

"That answers that question!" Giant Girl had braced herself by sticking out a leg to keep from sliding. Tigra had started struggling again, worrying through the glove with her teeth. "We've got to find the others before Hulk tears this place apart!" 

"I can still fly!" Balancing carefully, Tony worked his way to his feet. The floor was newly slanted enough that he had to keep one knee bent in order to have a chance at staying upright. Cap was doing the same, with much more luck. "Cleocatra went up; we just have to find her!"

A growling cackle filled the air. "The mouse doesn't find the cat, Iron Man!"

Above their heads, the ceiling parted. A giant metal cat paw came down, followed shortly by the next, and then then rest of the robot cat with graceful hop. It stretched, claws cutting ribbons into the metal floor. "Behold, the vehicle of feline vengeance, and of your doom!" 

Tony resisted the urge to roll his eyes. Themed villains were some of the worst. 

The thing was fifty feet tall at least, made of steel and some sort of alloy that Tony's sensors couldn't identify. Great red eyes glared at them, flickering like flame. More fire showed inside its mouth, behind soot-blackened, razor sharp teeth. There was no sign of Cleocatra, but there _was_ a door on the side—no doubt she was driving from within.

With a lucky glance upward, Tony managed to catch a movement in the shadows of the ceiling as Spider-Man crawled out of the opening the robot had come from. Spider-Man balanced on his knees long enough to give a little thumbs up before vanishing into the gloom again. 

"Where are the others?" Cap stood up straighter somehow, shield up in front of him. Tony scrambled to grab his abandoned breast plate to use a shield of his own; it wasn't vibranium, but it would keep him from getting too badly scorched.

"Lost in the mountain, I presume." The robot cat prowled the room, circling to try and find an advantage. "Now, let my dear little friend there go, and I'll think about letting you live."

"I don't think so!" The floor rocked some more as the Hulk searched for a kitty to play with. Tony wobbled, leaning back to catch himself. "Time to go to your kennel!" 

Cleocatra's robot had it worse, metal squealing as she fought to maintain her balance as the floor swayed back and forth. She managed to get its back feet braced against the wall, metal ears swiveling back. Its movements were slow, though still graceful. As if something were gunking the gears up. _Something like spider webs?_ Tony resisted the urge to look upward and see if he could spot Spider-Man again. 

"You may try!" The robot reared and leaped, one giant paw smacking down. Tony fell backwards, scrambling to escape. Her weight came down on his leg, trapping him. "Say goodbye, little mouse." The robot's mouth opened, a pilot light flickering in the back of its throat.

Cap's shield ricocheted off the wall and spun sideways to wedge inside the robot's open mouth. Flames spewed out either side, but not for long. Cleocatra's voice over the speakers turned thick and choking as the smoke poured back into her cockpit. Air hissed, and then black smoke started pouring out vents in the ears. It staggered, enraged yowls and coughs echoing from inside. 

Giant Girl's boot slammed into its rear before Cleocatra could get it upright. The robot spun around, legs going out from under it. Spider-Man took another shot, using different weblines to anchor the robot from a half a dozen different spots.

"Fools!" The robot twisted, slashing at the webbing. It shredded like brand new curtains. "I will not be so easily defeated!" 

The volcano shook again. A fissure crept up the wall. Ice slicked the floor, sending Tony and Cap sliding into each other as the floor bucked. Cleocatra's paws slid over the slick surface, not even her claws letting her find purchase. Two more steady thumps, and the wall burst open, bringing with it a torrent of sleeting rain. 

Hulk stood in the new opening, big and green and angry as always. He bared his teeth and roared, great fists smacking into the floor. 

"There she is, Hulk!" Power Man was perched on Hulk's shoulder, pointing at the slowly spinning robot. "That's the one that made Kitten be bad!"

With another wall-shaking yell, Hulk leaped. Cleocatra tried to escape, but Storm's ice and Spider-Man's webs kept her from finding her feet. Hulk's fists came down first on the head, sending Cap's shield spinning out to wedge in a wall. The next smash cracked open the body. Carefully, Hulk pried it open, pulling the hissing, squirming bundle of fur out of the robot and dangling her by her scruff.

"Bad kitty," he scolded, shaking a finger in her face. "No no _no_." 

While she dangled, Spider-Man webbed Cleocatra's paws and mouth, so she wouldn't be clawing or biting anyone. She glared at them from behind the webbing, ears flat against her skull. 

Storm touched down on one of the few places her ice hadn't touched. "I took the liberty of contacting Professor Xavier," she explained. "The Blackbird will meet us at Riker's so that he may do what he can for the telepathy issue." 

"So, um." Giant Girl used her free hand to gesture at Tigra, who was still trying to escape her hold. "Could someone take care of this before we try and board the Quinjet?" 

Cap yanked his shield out of the wall with a clang. "Spider-Man?" he asked, glancing up from the face.

Spider-Man cracked his wrists. "Just remember, Tigra—Cap made me do it."

* * *

They handed over Cleocatra to the guards at Riker's without further incident, and Professor X took care of blocking off her feline telepathy. As soon as Xavier had her shut down, Tigra's complaints in the Quinjet developed words. Most of them were directed at Spider-Man. 

The rampaging cats all crept back to wherever they'd come from, the pampered pets returning home with proud new battle scars. 

Kitten welcomed them home by twining between Hulk's ankles.

**Author's Note:**

> Sexual content, canon-typical violence, mind control and animals being injured.


End file.
